FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * ARMISTICE CAPITAL, LLC 2. Issuer Name and Ticker or Trading Symbol TENAX THERAPEUTICS, INC. [ TENX ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)__X__ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)         (First)         (Middle)
510 MADISON AVENUE, 7TH FLOOR, 
3. Date of Earliest Transaction (MM/DD/YYYY)
9/1/2020
(Street)
NEW YORK, NY 10022
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock  9/1/2020    P    30000  A $1.46 (2) 1931995  D (1)  
Common Stock  9/1/2020    P    0  A $0  1931995  I  See Footnote (1)
Common Stock  9/2/2020    P    20000  A $1.47 (3) 1951995  D (1)  
Common Stock  9/2/2020    P    0  A $0  1951995  I  See Footnote (1)
Common Stock  9/3/2020    P    36000  A $1.39 (4) 1987995  D (1)  
Common Stock  9/3/2020    P    0  A $0  1987995  I  See Footnote (1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  The reported securities (the "Shares") are directly owned by Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the "Master Fund"), and may be deemed to be indirectly beneficially owned by: (i) Armistice Capital, LLC ("Armistice Capital"), as the investment manager of the Master Fund; and (ii) Steven Boyd, as the Managing Member of Armistice Capital. Armistice Capital and Steven Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(2)  This constitutes the weighted average purchase price. The prices ranged from $1.44 to $1.47. The Reporting Persons will provide upon request by the Securities and Exchange Commission staff (the "SEC Staff"), the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
(3)  This constitutes the weighted average purchase price. The prices ranged from $1.41 to $1.50. The Reporting Persons will provide upon request by the SEC Staff, the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
(4)  This constitutes the weighted average purchase price. The prices ranged from $1.36 to $1.40. The Reporting Persons will provide upon request by the SEC Staff, the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ARMISTICE CAPITAL, LLC
510 MADISON AVENUE, 7TH FLOOR
NEW YORK, NY 10022
X X

Armistice Capital Master Fund Ltd.
C/O DMS CORPORATE SERVICES LTD.
20 GENESIS CLOSE, P.O. BOX 314
GRAND CAYMAN, E9 KY1-1104
X X

Boyd Steven
C/O ARMISTICE CAPITAL, LLC
510 MADISON AVENUE, 7TH FLOOR
NEW YORK, NY 10022
X X


Signatures
Armistice Capital, LLC By: /s/ Steven Boyd, Managing Member 9/3/2020
**Signature of Reporting Person Date
Armistice Capital Master Fund Ltd. By: /s/ Steven Boyd, Director 9/3/2020
**Signature of Reporting Person Date
/s/ Steven Boyd 9/3/2020
**Signature of Reporting Person Date
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